Financial Statements
STATEMENT OF ASSETS AND LIABILITIES
At 12/31/13 (unaudited)
This statement represents your funds balance sheet, which details the
assets and liabilities comprising the total value of the fund.
|
|
|
|
|
Assets
|
|
|
|
|
Investments-
|
|
|
|
|
Non-affiliated issuers, at value (identified cost, $22,050,950)
|
|
|
$24,119,713
|
|
Underlying affiliated funds, at value (identified cost, $9,026,434)
|
|
|
7,944,532
|
|
Total investments, at value (identified cost, $31,077,384)
|
|
|
$32,064,245
|
|
Foreign currency, at value (identified cost, $207)
|
|
|
207
|
|
Deposits with brokers
|
|
|
14,584
|
|
Receivables for
|
|
|
|
|
Forward foreign currency exchange contracts
|
|
|
312,661
|
|
Daily variation margin on open futures contracts
|
|
|
30,244
|
|
Investments sold
|
|
|
2,261
|
|
TBA sale commitments
|
|
|
78,457
|
|
Fund shares sold
|
|
|
69,200
|
|
Interest and dividends
|
|
|
151,873
|
|
Receivable from investment adviser
|
|
|
22,273
|
|
Other assets
|
|
|
467
|
|
Total assets
|
|
|
$32,746,472
|
|
Liabilities
|
|
|
|
|
Payables for
|
|
|
|
|
Securities sold short, at value (proceeds received, $22,554)
|
|
|
$30,316
|
|
Forward foreign currency exchange contracts
|
|
|
220,411
|
|
Investments purchased
|
|
|
310,483
|
|
TBA purchase commitments
|
|
|
157,479
|
|
Fund shares reacquired
|
|
|
5,711
|
|
Payable to affiliates
|
|
|
|
|
Shareholder servicing costs
|
|
|
3,804
|
|
Distribution and service fees
|
|
|
259
|
|
Payable for independent Trustees compensation
|
|
|
6
|
|
Accrued expenses and other liabilities
|
|
|
76,881
|
|
Total liabilities
|
|
|
$805,350
|
|
Net assets
|
|
|
$31,941,122
|
|
Net assets consist of
|
|
|
|
|
Paid-in capital
|
|
|
$31,637,477
|
|
Unrealized appreciation (depreciation) on investments and translation of assets and liabilities in foreign currencies
|
|
|
1,227,914
|
|
Accumulated net realized gain (loss) on investments and foreign currency
|
|
|
(942,919
|
)
|
Undistributed net investment income
|
|
|
18,650
|
|
Net assets
|
|
|
$31,941,122
|
|
Shares of beneficial interest outstanding
|
|
|
3,210,495
|
|
30
Statement of Assets and Liabilities (unaudited) continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets
|
|
|
Shares
outstanding
|
|
|
Net asset value
per share (a)
|
|
Class A
|
|
|
$6,356,214
|
|
|
|
639,249
|
|
|
|
$9.94
|
|
Class B
|
|
|
808,935
|
|
|
|
82,435
|
|
|
|
9.81
|
|
Class C
|
|
|
2,477,418
|
|
|
|
252,607
|
|
|
|
9.81
|
|
Class I
|
|
|
20,662,169
|
|
|
|
2,071,421
|
|
|
|
9.97
|
|
Class R1
|
|
|
100,303
|
|
|
|
10,197
|
|
|
|
9.84
|
|
Class R2
|
|
|
103,434
|
|
|
|
10,424
|
|
|
|
9.92
|
|
Class R3
|
|
|
1,224,434
|
|
|
|
123,290
|
|
|
|
9.93
|
|
Class R4
|
|
|
103,108
|
|
|
|
10,337
|
|
|
|
9.97
|
|
Class R5
|
|
|
105,107
|
|
|
|
10,535
|
|
|
|
9.98
|
|
(a)
|
Maximum offering price per share was equal to the net asset value per share for all share classes, except for Class A, for which the maximum offering price per share was
$10.55 [100 / 94.25 x $9.94]. On sales of $50,000 or more, the maximum offering price of Class A shares is reduced. A contingent deferred sales charge may be imposed on redemptions of Class A, Class B, and Class C shares.
Redemption price per share was equal to the net asset value per share for Classes I, R1, R2, R3, R4, and R5.
|
See Notes to Financial
Statements
31
Financial Statements
STATEMENT OF OPERATIONS
Six months ended 12/31/13 (unaudited)
This statement describes how much your fund earned in
investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
|
|
|
|
|
Net investment income
|
|
|
|
|
Income
|
|
|
|
|
Interest
|
|
|
$179,046
|
|
Dividends
|
|
|
77,036
|
|
Dividends from underlying affiliated funds
|
|
|
68,642
|
|
Foreign taxes withheld
|
|
|
(3,166
|
)
|
Total investment income
|
|
|
$321,558
|
|
Expenses
|
|
|
|
|
Management fee
|
|
|
$114,080
|
|
Distribution and service fees
|
|
|
24,600
|
|
Shareholder servicing costs
|
|
|
8,229
|
|
Administrative services fee
|
|
|
8,823
|
|
Independent Trustees compensation
|
|
|
608
|
|
Custodian fee
|
|
|
37,404
|
|
Shareholder communications
|
|
|
10,038
|
|
Audit and tax fees
|
|
|
31,423
|
|
Legal fees
|
|
|
188
|
|
Registration fees
|
|
|
57,330
|
|
Dividend and interest expense on securities sold short
|
|
|
392
|
|
Miscellaneous
|
|
|
13,633
|
|
Total expenses
|
|
|
$306,748
|
|
Fees paid indirectly
|
|
|
(2
|
)
|
Reduction of expenses by investment adviser and distributor
|
|
|
(120,069
|
)
|
Net expenses
|
|
|
$186,677
|
|
Net investment income
|
|
|
$134,881
|
|
Realized and unrealized gain (loss) on investments and foreign currency
|
|
Realized gain (loss) (identified cost basis)
|
|
|
|
|
Investments in non-affiliated issuers (net of $731 country tax)
|
|
|
$258,927
|
|
Investments in underlying affiliated funds
|
|
|
(249,388
|
)
|
Capital gain distributions from underlying affiliated funds
|
|
|
47,546
|
|
Written options
|
|
|
87
|
|
Futures contracts
|
|
|
192,980
|
|
Securities sold short
|
|
|
925
|
|
Foreign currency
|
|
|
(102,088
|
)
|
Net realized gain (loss) on investments and foreign currency
|
|
|
$148,989
|
|
Change in unrealized appreciation (depreciation)
|
|
|
|
|
Investments (net of $893 decrease in deferred country tax)
|
|
|
$1,390,291
|
|
Futures contracts
|
|
|
171,994
|
|
Securities sold short
|
|
|
(7,033
|
)
|
Translation of assets and liabilities in foreign currencies
|
|
|
30,972
|
|
Net unrealized gain (loss) on investments and foreign currency translation
|
|
|
$1,586,224
|
|
Net realized and unrealized gain (loss) on investments and foreign currency
|
|
|
$1,735,213
|
|
Change in net assets from operations
|
|
|
$1,870,094
|
|
See Notes to Financial Statements
32
Financial Statements
STATEMENTS OF CHANGES IN NET ASSETS
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
|
|
|
|
|
|
|
|
|
|
|
Six months ended
12/31/13
|
|
|
Year ended
6/30/13
|
|
Change in net assets
|
|
(unaudited)
|
|
|
|
|
From operations
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
$134,881
|
|
|
|
$288,839
|
|
Net realized gain (loss) on investments and foreign currency
|
|
|
148,989
|
|
|
|
481,331
|
|
Net unrealized gain (loss) on investments and foreign currency translation
|
|
|
1,586,224
|
|
|
|
576,442
|
|
Change in net assets from operations
|
|
|
$1,870,094
|
|
|
|
$1,346,612
|
|
Distributions declared to shareholders
|
|
|
|
|
|
|
|
|
From net investment income
|
|
|
$(90,111
|
)
|
|
|
$
|
|
Change in net assets from fund share transactions
|
|
|
$(150,360
|
)
|
|
|
$(2,206,467
|
)
|
Total change in net assets
|
|
|
$1,629,623
|
|
|
|
$(859,855
|
)
|
Net assets
|
|
|
|
|
|
|
|
|
At beginning of period
|
|
|
30,311,499
|
|
|
|
31,171,354
|
|
At end of period (including undistributed net investment income of $18,650 and accumulated
distributions in excess of net investment income of $26,120, respectively)
|
|
|
$31,941,122
|
|
|
|
$30,311,499
|
|
See Notes to Financial Statements
33
Financial Statements
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the funds financial performance for the semiannual period and the past 5 fiscal years (or
life of a particular share class, if shorter). Certain information reflects financial results for a single fund share. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the fund
share class (assuming reinvestment of all distributions) held for the entire period.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended
12/31/13
(unaudited)
|
|
|
Years ended 6/30
|
|
Class A
|
|
|
2013
|
|
|
2012
|
|
|
2011 (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.38
|
|
|
|
$9.01
|
|
|
|
$10.15
|
|
|
|
$10.00
|
|
Income (loss) from investment operations
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.04
|
|
|
|
$0.08
|
|
|
|
$0.10
|
|
|
|
$0.05
|
|
Net realized and unrealized gain (loss)
on investments and foreign currency
|
|
|
0.54
|
|
|
|
0.29
|
|
|
|
(1.04
|
)
|
|
|
0.16
|
|
Total from investment operations
|
|
|
$0.58
|
|
|
|
$0.37
|
|
|
|
$(0.94
|
)
|
|
|
$0.21
|
|
Less distributions declared to shareholders
|
|
|
|
|
|
From net investment income
|
|
|
$(0.02
|
)
|
|
|
$
|
|
|
|
$(0.10
|
)
|
|
|
$(0.06
|
)
|
From net realized gain on investments
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
From tax return of capital
|
|
|
|
|
|
|
|
|
|
|
(0.07
|
)
|
|
|
|
|
Total distributions declared to shareholders
|
|
|
$(0.02
|
)
|
|
|
$
|
|
|
|
$(0.20
|
)
|
|
|
$(0.06
|
)
|
Net asset value, end of period (x)
|
|
|
$9.94
|
|
|
|
$9.38
|
|
|
|
$9.01
|
|
|
|
$10.15
|
|
Total return (%) (r)(s)(t)(x)
|
|
|
6.14
|
(n)
|
|
|
4.11
|
|
|
|
(9.28
|
)
|
|
|
2.11
|
(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
2.03
|
(a)
|
|
|
2.07
|
|
|
|
2.11
|
|
|
|
2.08
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
1.27
|
(a)
|
|
|
1.27
|
|
|
|
1.27
|
|
|
|
1.27
|
(a)
|
Net investment income
|
|
|
0.79
|
(a)
|
|
|
0.78
|
|
|
|
1.07
|
|
|
|
1.96
|
(a)
|
Portfolio turnover
|
|
|
26
|
(n)
|
|
|
48
|
|
|
|
48
|
|
|
|
28
|
(n)
|
Net assets at end of period (000 omitted)
|
|
|
$6,356
|
|
|
|
$5,181
|
|
|
|
$4,827
|
|
|
|
$862
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after
expense reductions excluding short
sale
dividend and interest expense (f)(h)
|
|
|
1.27
|
(a)
|
|
|
1.27
|
|
|
|
1.27
|
|
|
|
1.27
|
(a)
|
See Notes to Financial Statements
34
Financial Highlights continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended
12/31/13
(unaudited)
|
|
|
Years ended 6/30
|
|
Class B
|
|
|
2013
|
|
|
2012
|
|
|
2011 (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.28
|
|
|
|
$8.98
|
|
|
|
$10.15
|
|
|
|
$10.00
|
|
Income (loss) from investment operations
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.00
|
(w)
|
|
|
$0.01
|
|
|
|
$0.03
|
|
|
|
$0.04
|
|
Net realized and unrealized gain (loss)
on investments and foreign currency
|
|
|
0.53
|
|
|
|
0.29
|
|
|
|
(1.04
|
)
|
|
|
0.16
|
|
Total from investment operations
|
|
|
$0.53
|
|
|
|
$0.30
|
|
|
|
$(1.01
|
)
|
|
|
$0.20
|
|
Less distributions declared to shareholders
|
|
|
|
|
|
From net investment income
|
|
|
$
|
|
|
|
$
|
|
|
|
$(0.08
|
)
|
|
|
$(0.05
|
)
|
From net realized gain on investments
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
From tax return of capital
|
|
|
|
|
|
|
|
|
|
|
(0.05
|
)
|
|
|
|
|
Total distributions declared to shareholders
|
|
|
$
|
|
|
|
$
|
|
|
|
$(0.16
|
)
|
|
|
$(0.05
|
)
|
Net asset value, end of period (x)
|
|
|
$9.81
|
|
|
|
$9.28
|
|
|
|
$8.98
|
|
|
|
$10.15
|
|
Total return (%) (r)(s)(t)(x)
|
|
|
5.71
|
(n)
|
|
|
3.34
|
|
|
|
(9.99
|
)
|
|
|
1.99
|
(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
2.78
|
(a)
|
|
|
2.81
|
|
|
|
2.83
|
|
|
|
2.80
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
2.02
|
(a)
|
|
|
2.02
|
|
|
|
2.02
|
|
|
|
2.02
|
(a)
|
Net investment income
|
|
|
0.04
|
(a)
|
|
|
0.06
|
|
|
|
0.29
|
|
|
|
1.35
|
(a)
|
Portfolio turnover
|
|
|
26
|
(n)
|
|
|
48
|
|
|
|
48
|
|
|
|
28
|
(n)
|
Net assets at end of period (000 omitted)
|
|
|
$809
|
|
|
|
$625
|
|
|
|
$601
|
|
|
|
$202
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after
expense reductions excluding short
sale
dividend and interest expense (f)(h)
|
|
|
2.02
|
(a)
|
|
|
2.02
|
|
|
|
2.02
|
|
|
|
2.02
|
(a)
|
See Notes to Financial Statements
35
Financial Highlights continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended
12/31/13
(unaudited)
|
|
|
Years ended 6/30
|
|
Class C
|
|
|
2013
|
|
|
2012
|
|
|
2011 (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.27
|
|
|
|
$8.97
|
|
|
|
$10.14
|
|
|
|
$10.00
|
|
Income (loss) from investment operations
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.00
|
(w)
|
|
|
$0.00
|
(w)
|
|
|
$0.03
|
|
|
|
$0.03
|
|
Net realized and unrealized gain (loss)
on investments and foreign currency
|
|
|
0.54
|
|
|
|
0.30
|
|
|
|
(1.04
|
)
|
|
|
0.16
|
|
Total from investment operations
|
|
|
$0.54
|
|
|
|
$0.30
|
|
|
|
$(1.01
|
)
|
|
|
$0.19
|
|
Less distributions declared to shareholders
|
|
|
|
|
|
From net investment income
|
|
|
$
|
|
|
|
$
|
|
|
|
$(0.08
|
)
|
|
|
$(0.05
|
)
|
From net realized gain on investments
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
From tax return of capital
|
|
|
|
|
|
|
|
|
|
|
(0.05
|
)
|
|
|
|
|
Total distributions declared to shareholders
|
|
|
$
|
|
|
|
$
|
|
|
|
$(0.16
|
)
|
|
|
$(0.05
|
)
|
Net asset value, end of period (x)
|
|
|
$9.81
|
|
|
|
$9.27
|
|
|
|
$8.97
|
|
|
|
$10.14
|
|
Total return (%) (r)(s)(t)(x)
|
|
|
5.83
|
(n)
|
|
|
3.34
|
|
|
|
(10.02
|
)
|
|
|
1.95
|
(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
2.78
|
(a)
|
|
|
2.82
|
|
|
|
2.85
|
|
|
|
2.84
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
2.02
|
(a)
|
|
|
2.02
|
|
|
|
2.02
|
|
|
|
2.02
|
(a)
|
Net investment income
|
|
|
0.02
|
(a)
|
|
|
0.03
|
|
|
|
0.31
|
|
|
|
1.15
|
(a)
|
Portfolio turnover
|
|
|
26
|
(n)
|
|
|
48
|
|
|
|
48
|
|
|
|
28
|
(n)
|
Net assets at end of period (000 omitted)
|
|
|
$2,477
|
|
|
|
$2,253
|
|
|
|
$2,223
|
|
|
|
$648
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after
expense reductions excluding short
sale
dividend and interest expense (f)(h)
|
|
|
2.02
|
(a)
|
|
|
2.02
|
|
|
|
2.02
|
|
|
|
2.02
|
(a)
|
See Notes to Financial Statements
36
Financial Highlights continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended
12/31/13
(unaudited)
|
|
|
Years ended 6/30
|
|
Class I
|
|
|
2013
|
|
|
2012
|
|
|
2011 (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.42
|
|
|
|
$9.02
|
|
|
|
$10.16
|
|
|
|
$10.00
|
|
Income (loss) from investment operations
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.05
|
|
|
|
$0.10
|
|
|
|
$0.12
|
|
|
|
$0.06
|
|
Net realized and unrealized gain (loss)
on investments and foreign currency
|
|
|
0.54
|
|
|
|
0.30
|
|
|
|
(1.04
|
)
|
|
|
0.16
|
|
Total from investment operations
|
|
|
$0.59
|
|
|
|
$0.40
|
|
|
|
$(0.92
|
)
|
|
|
$0.22
|
|
Less distributions declared to shareholders
|
|
|
|
|
|
From net investment income
|
|
|
$(0.04
|
)
|
|
|
$
|
|
|
|
$(0.11
|
)
|
|
|
$(0.06
|
)
|
From net realized gain on investments
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
From tax return of capital
|
|
|
|
|
|
|
|
|
|
|
(0.08
|
)
|
|
|
|
|
Total distributions declared to shareholders
|
|
|
$(0.04
|
)
|
|
|
$
|
|
|
|
$(0.22
|
)
|
|
|
$(0.06
|
)
|
Net asset value, end of period (x)
|
|
|
$9.97
|
|
|
|
$9.42
|
|
|
|
$9.02
|
|
|
|
$10.16
|
|
Total return (%) (r)(s)(x)
|
|
|
6.23
|
(n)
|
|
|
4.43
|
|
|
|
(9.13
|
)
|
|
|
2.23
|
(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
1.78
|
(a)
|
|
|
1.81
|
|
|
|
1.76
|
|
|
|
1.79
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
1.02
|
(a)
|
|
|
1.02
|
|
|
|
1.02
|
|
|
|
1.02
|
(a)
|
Net investment income
|
|
|
1.00
|
(a)
|
|
|
1.04
|
|
|
|
1.23
|
|
|
|
2.39
|
(a)
|
Portfolio turnover
|
|
|
26
|
(n)
|
|
|
48
|
|
|
|
48
|
|
|
|
28
|
(n)
|
Net assets at end of period (000 omitted)
|
|
|
$20,662
|
|
|
|
$21,760
|
|
|
|
$23,150
|
|
|
|
$24,915
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after
expense reductions excluding short
sale
dividend and interest expense (f)(h)
|
|
|
1.02
|
(a)
|
|
|
1.02
|
|
|
|
1.02
|
|
|
|
1.02
|
(a)
|
See Notes to Financial Statements
37
Financial Highlights continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended
12/31/13
(unaudited)
|
|
|
Years ended 6/30
|
|
Class R1
|
|
|
2013
|
|
|
2012
|
|
|
2011 (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.30
|
|
|
|
$9.00
|
|
|
|
$10.16
|
|
|
|
$10.00
|
|
Income (loss) from investment operations
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.00
|
(w)
|
|
|
$0.00
|
(w)
|
|
|
$0.02
|
|
|
|
$0.04
|
|
Net realized and unrealized gain (loss)
on investments and foreign currency
|
|
|
0.54
|
|
|
|
0.30
|
|
|
|
(1.03
|
)
|
|
|
0.16
|
|
Total from investment operations
|
|
|
$0.54
|
|
|
|
$0.30
|
|
|
|
$(1.01
|
)
|
|
|
$0.20
|
|
Less distributions declared to shareholders
|
|
|
|
|
|
From net investment income
|
|
|
$
|
|
|
|
$
|
|
|
|
$(0.07
|
)
|
|
|
$(0.04
|
)
|
From net realized gain on investments
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
From tax return of capital
|
|
|
|
|
|
|
|
|
|
|
(0.05
|
)
|
|
|
|
|
Total distributions declared to shareholders
|
|
|
$
|
|
|
|
$
|
|
|
|
$(0.15
|
)
|
|
|
$(0.04
|
)
|
Net asset value, end of period (x)
|
|
|
$9.84
|
|
|
|
$9.30
|
|
|
|
$9.00
|
|
|
|
$10.16
|
|
Total return (%) (r)(s)(x)
|
|
|
5.81
|
(n)
|
|
|
3.33
|
|
|
|
(10.02
|
)
|
|
|
1.99
|
(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
2.78
|
(a)
|
|
|
2.81
|
|
|
|
2.76
|
|
|
|
2.79
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
2.02
|
(a)
|
|
|
2.02
|
|
|
|
2.02
|
|
|
|
2.02
|
(a)
|
Net investment income
|
|
|
0.02
|
(a)
|
|
|
0.04
|
|
|
|
0.22
|
|
|
|
1.39
|
(a)
|
Portfolio turnover
|
|
|
26
|
(n)
|
|
|
48
|
|
|
|
48
|
|
|
|
28
|
(n)
|
Net assets at end of period (000 omitted)
|
|
|
$100
|
|
|
|
$95
|
|
|
|
$92
|
|
|
|
$102
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after
expense reductions excluding short
sale
dividend and interest expense (f)(h)
|
|
|
2.02
|
(a)
|
|
|
2.02
|
|
|
|
2.02
|
|
|
|
2.02
|
(a)
|
See Notes to Financial Statements
38
Financial Highlights continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended
12/31/13
(unaudited)
|
|
|
Years ended 6/30
|
|
Class R2
|
|
|
2013
|
|
|
2012
|
|
|
2011 (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.36
|
|
|
|
$9.01
|
|
|
|
$10.16
|
|
|
|
$10.00
|
|
Income (loss) from investment operations
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.03
|
|
|
|
$0.05
|
|
|
|
$0.07
|
|
|
|
$0.05
|
|
Net realized and unrealized gain (loss)
on investments and foreign currency
|
|
|
0.53
|
|
|
|
0.30
|
|
|
|
(1.04
|
)
|
|
|
0.16
|
|
Total from investment operations
|
|
|
$0.56
|
|
|
|
$0.35
|
|
|
|
$(0.97
|
)
|
|
|
$0.21
|
|
Less distributions declared to shareholders
|
|
|
|
|
|
From net investment income
|
|
|
$
|
|
|
|
$
|
|
|
|
$(0.09
|
)
|
|
|
$(0.05
|
)
|
From net realized gain on investments
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
From tax return of capital
|
|
|
|
|
|
|
|
|
|
|
(0.06
|
)
|
|
|
|
|
Total distributions declared to shareholders
|
|
|
$
|
|
|
|
$
|
|
|
|
$(0.18
|
)
|
|
|
$(0.05
|
)
|
Net asset value, end of period (x)
|
|
|
$9.92
|
|
|
|
$9.36
|
|
|
|
$9.01
|
|
|
|
$10.16
|
|
Total return (%) (r)(s)(x)
|
|
|
5.98
|
(n)
|
|
|
3.88
|
|
|
|
(9.57
|
)
|
|
|
2.11
|
(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
2.28
|
(a)
|
|
|
2.32
|
|
|
|
2.26
|
|
|
|
2.29
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
1.52
|
(a)
|
|
|
1.52
|
|
|
|
1.52
|
|
|
|
1.52
|
(a)
|
Net investment income
|
|
|
0.53
|
(a)
|
|
|
0.55
|
|
|
|
0.72
|
|
|
|
1.90
|
(a)
|
Portfolio turnover
|
|
|
26
|
(n)
|
|
|
48
|
|
|
|
48
|
|
|
|
28
|
(n)
|
Net assets at end of period (000 omitted)
|
|
|
$103
|
|
|
|
$102
|
|
|
|
$92
|
|
|
|
$102
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after
expense reductions excluding short
sale
dividend and interest expense (f)(h)
|
|
|
1.52
|
(a)
|
|
|
1.52
|
|
|
|
1.52
|
|
|
|
1.52
|
(a)
|
See Notes to Financial Statements
39
Financial Highlights continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended
12/31/13
(unaudited)
|
|
|
Years ended 6/30
|
|
Class R3
|
|
|
2013
|
|
|
2012
|
|
|
2011 (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.39
|
|
|
|
$9.02
|
|
|
|
$10.16
|
|
|
|
$10.00
|
|
Income (loss) from investment operations
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.04
|
|
|
|
$0.08
|
|
|
|
$0.09
|
|
|
|
$0.06
|
|
Net realized and unrealized gain (loss)
on investments and foreign currency
|
|
|
0.53
|
|
|
|
0.29
|
|
|
|
(1.03
|
)
|
|
|
0.16
|
|
Total from investment operations
|
|
|
$0.57
|
|
|
|
$0.37
|
|
|
|
$(0.94
|
)
|
|
|
$0.22
|
|
Less distributions declared to shareholders
|
|
|
|
|
|
From net investment income
|
|
|
$(0.03
|
)
|
|
|
$
|
|
|
|
$(0.10
|
)
|
|
|
$(0.06
|
)
|
From net realized gain on investments
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
From tax return of capital
|
|
|
|
|
|
|
|
|
|
|
(0.07
|
)
|
|
|
|
|
Total distributions declared to shareholders
|
|
|
$(0.03
|
)
|
|
|
$
|
|
|
|
$(0.20
|
)
|
|
|
$(0.06
|
)
|
Net asset value, end of period (x)
|
|
|
$9.93
|
|
|
|
$9.39
|
|
|
|
$9.02
|
|
|
|
$10.16
|
|
Total return (%) (r)(s)(x)
|
|
|
6.10
|
(n)
|
|
|
4.10
|
|
|
|
(9.30
|
)
|
|
|
2.17
|
(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
2.03
|
(a)
|
|
|
2.07
|
|
|
|
2.01
|
|
|
|
2.04
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
1.27
|
(a)
|
|
|
1.27
|
|
|
|
1.27
|
|
|
|
1.27
|
(a)
|
Net investment income
|
|
|
0.79
|
(a)
|
|
|
0.79
|
|
|
|
0.97
|
|
|
|
2.14
|
(a)
|
Portfolio turnover
|
|
|
26
|
(n)
|
|
|
48
|
|
|
|
48
|
|
|
|
28
|
(n)
|
Net assets at end of period (000 omitted)
|
|
|
$1,224
|
|
|
|
$100
|
|
|
|
$93
|
|
|
|
$102
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after
expense reductions excluding short
sale
dividend and interest expense (f)(h)
|
|
|
1.27
|
(a)
|
|
|
1.27
|
|
|
|
1.27
|
|
|
|
1.27
|
(a)
|
See Notes to Financial Statements
40
Financial Highlights continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended
12/31/13
(unaudited)
|
|
|
Years ended 6/30
|
|
Class R4
|
|
|
2013
|
|
|
2012
|
|
|
2011 (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.42
|
|
|
|
$9.02
|
|
|
|
$10.16
|
|
|
|
$10.00
|
|
Income (loss) from investment operations
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.05
|
|
|
|
$0.10
|
|
|
|
$0.11
|
|
|
|
$0.06
|
|
Net realized and unrealized gain (loss)
on investments and foreign currency
|
|
|
0.54
|
|
|
|
0.30
|
|
|
|
(1.03
|
)
|
|
|
0.16
|
|
Total from investment operations
|
|
|
$0.59
|
|
|
|
$0.40
|
|
|
|
$(0.92
|
)
|
|
|
$0.22
|
|
Less distributions declared to shareholders
|
|
|
|
|
|
From net investment income
|
|
|
$(0.04
|
)
|
|
|
$
|
|
|
|
$(0.11
|
)
|
|
|
$(0.06
|
)
|
From net realized gain on investments
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
From tax return of capital
|
|
|
|
|
|
|
|
|
|
|
(0.08
|
)
|
|
|
|
|
Total distributions declared to shareholders
|
|
|
$(0.04
|
)
|
|
|
$
|
|
|
|
$(0.22
|
)
|
|
|
$(0.06
|
)
|
Net asset value, end of period (x)
|
|
|
$9.97
|
|
|
|
$9.42
|
|
|
|
$9.02
|
|
|
|
$10.16
|
|
Total return (%) (r)(s)(x)
|
|
|
6.23
|
(n)
|
|
|
4.43
|
|
|
|
(9.13
|
)
|
|
|
2.23
|
(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
1.78
|
(a)
|
|
|
1.82
|
|
|
|
1.76
|
|
|
|
1.79
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
1.02
|
(a)
|
|
|
1.02
|
|
|
|
1.02
|
|
|
|
1.02
|
(a)
|
Net investment income
|
|
|
1.02
|
(a)
|
|
|
1.04
|
|
|
|
1.22
|
|
|
|
2.39
|
(a)
|
Portfolio turnover
|
|
|
26
|
(n)
|
|
|
48
|
|
|
|
48
|
|
|
|
28
|
(n)
|
Net assets at end of period (000 omitted)
|
|
|
$103
|
|
|
|
$97
|
|
|
|
$93
|
|
|
|
$102
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after
expense reductions excluding short
sale
dividend and interest expense (f)(h)
|
|
|
1.02
|
(a)
|
|
|
1.02
|
|
|
|
1.02
|
|
|
|
1.02
|
(a)
|
See Notes to Financial Statements
41
Financial Highlights continued
|
|
|
|
|
|
|
|
|
Class R5
|
|
Six months
ended
12/31/13
|
|
|
Period ended
6/30/13 (i)
|
|
|
|
(unaudited)
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$9.42
|
|
|
|
$9.53
|
|
Income (loss) from investment operations
|
|
|
|
|
|
|
|
|
Net investment income (d)
|
|
|
$0.05
|
|
|
|
$0.07
|
|
Net realized and unrealized gain (loss) on investments and
foreign currency
|
|
|
0.55
|
|
|
|
(0.18
|
)(g)
|
Total from investment operations
|
|
|
$0.60
|
|
|
|
$(0.11
|
)
|
Less distributions declared to shareholders
|
|
|
|
|
|
|
|
|
From net investment income
|
|
|
$(0.04
|
)
|
|
|
$
|
|
Net asset value, end of period (x)
|
|
|
$9.98
|
|
|
|
$9.42
|
|
Total return (%) (r)(s)(x)
|
|
|
6.37
|
(n)
|
|
|
(1.15
|
)(n)
|
Ratios (%) (to average net assets)
and Supplemental data:
|
|
|
|
|
|
|
|
|
Expenses before expense reductions (f)(h)
|
|
|
1.75
|
(a)
|
|
|
1.84
|
(a)
|
Expenses after expense reductions (f)(h)
|
|
|
0.99
|
(a)
|
|
|
1.00
|
(a)
|
Net investment income
|
|
|
1.05
|
(a)
|
|
|
1.11
|
(a)
|
Portfolio turnover
|
|
|
26(
|
n)
|
|
|
48
|
|
Net assets at end of period (000 omitted)
|
|
|
$105
|
|
|
|
$99
|
|
Supplemental Ratios (%):
|
|
|
|
|
|
|
|
|
Ratio of expenses to average net assets after expense reductions
excluding short sale dividend
and interest expense (f)(h)
|
|
|
0.99
|
(a)
|
|
|
1.00
|
(a)
|
(c)
|
For the period from the commencement of the funds investment operations, March 30, 2011, through the stated period end.
|
(d)
|
Per share data is based on average shares outstanding.
|
(f)
|
Ratios do not reflect reductions from fees paid indirectly, if applicable.
|
(g)
|
The per share amount varies from the net realized and unrealized gain/loss for the period because of the timing of sales of the funds shares and the per share amount of
realized and unrealized gains and losses at such time.
|
(h)
|
In addition to the fees and expenses which the fund bears directly, the fund indirectly bears a pro rata share of the fees and expenses of the underlying affiliated funds in
which the fund invests. Accordingly, the expense ratio for the fund reflects only those fees and expenses borne directly by the fund. Because the underlying affiliated funds have varied expense and fee levels and the fund may own different
proportions of the underlying affiliated funds at different times, the amount of fees and expenses incurred indirectly by the fund will vary.
|
(i)
|
For the period from the class inception, November 1, 2012, through the stated period end.
|
(r)
|
Certain expenses have been reduced without which performance would have been lower.
|
(s)
|
From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
|
(t)
|
Total returns do not include any applicable sales charges.
|
(w)
|
Per share amount was less than $0.01.
|
(x)
|
The net asset values per share and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting
principles required at period end for financial reporting purposes.
|
See Notes to Financial Statements
42
NOTES TO FINANCIAL STATEMENTS
(unaudited)
(1) Business and Organization
MFS Global Multi-Asset Fund (the fund) is a series of MFS Series Trust XVI (the trust). The trust is organized as a Massachusetts business trust and
is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.
(2) Significant Accounting Policies
General
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net
assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the funds Statement
of Assets and Liabilities through the date that the financial statements were issued. The fund invests in derivatives as part of its principal investment strategy. Derivatives can be highly volatile and involve risks in addition to the risks of the
underlying indicators on which the derivative is based. The accounting policies of the underlying funds in which the fund invests are outlined in the underlying funds shareholder reports, which are available without charge by calling
1-800-225-2606,
at mfs.com and on the Securities and Exchange Commission (SEC) web site at http://www.sec.gov or at the SECs
public reference room in Washington, D.C. The underlying funds shareholder reports are not covered by this report. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the
relative values of the local currency and the U.S. dollar and to the effects of changes in each countrys legal, political, and economic environment.
In this reporting period, the fund adopted the disclosure provisions of the Financial Accounting Standards Board (FASB) Accounting Standards Update 2011-11
(ASU 2011-11), Balance Sheet (Topic 210) Disclosures about Offsetting Assets and Liabilities along with the related scope clarification provisions of FASB Accounting Standards Update 2013-01 (ASU 2013-01) entitled
Balance Sheet (Topic 210) Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. ASU 2011-11 is intended to enhance disclosures on the offsetting of financial assets and liabilities by requiring entities to disclose
both gross and net information about financial instruments and transactions that are either offset in the statement of financial position or subject to a Master Netting Agreement or similar arrangement. ASU 2013-01 limits the scope of ASU
2011-11s disclosure requirements on offsetting to financial assets and financial liabilities related to derivatives, repurchase and reverse repurchase agreements, and securities lending and securities borrowing transactions. The disclosures
required by ASU 2011-11, to the extent applicable to the fund, have been included in the funds Significant Accounting Policies note under the captions for each of the funds in-scope financial instruments and transactions.
In June 2013, FASB issued Accounting Standards Update 2013-08 Financial Services Investment Companies (Topic 946) Amendments to the Scope,
Measurement, and Disclosure Requirements (ASU 2013-08) which is effective for interim and annual
43
Notes to Financial Statements (unaudited) continued
reporting periods in fiscal years that begin after December 15, 2013. ASU 2013-08 sets forth a methodology for determining whether an entity should be characterized as an investment company
and prescribes fair value accounting for an investment companys non-controlling ownership interest in another investment company. FASB has determined that a fund registered under the Investment Company Act of 1940 automatically meets ASU
2013-08s criteria for an investment company. Although still evaluating the potential impacts of ASU 2013-08 to the fund, management expects that the impact of the funds adoption will be limited to additional financial statement
disclosures.
Investment Valuations
Equity securities, including restricted equity securities, are generally valued at the last sale or
official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid
quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Equity securities held short, for which there were no sales reported for that day, are generally valued at the last
quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Debt instruments and floating rate loans (other than short-term instruments), including restricted debt
instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates
market value. Exchange-traded options are generally valued at the last sale or official closing price as provided by a third-party pricing service on the exchange on which such options are primarily traded. Exchange-traded options for which there
were no sales reported that day are generally valued at the last daily bid quotation as provided by a third-party pricing service on the exchange on which such options are primarily traded. Options not traded on an exchange are generally valued at a
broker/dealer bid quotation. Foreign currency options are generally valued at valuations provided by a third-party pricing service. Futures contracts are generally valued at last posted settlement price as provided by a third-party pricing service
on the market on which they are primarily traded. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation as provided by a third-party pricing service on the market on
which such futures contracts are primarily traded. Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for
proximate time periods. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a
broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The
values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
44
Notes to Financial Statements (unaudited) continued
The Board of Trustees has delegated primary responsibility for determining or causing
to be determined the value of the funds investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily
available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the funds valuation policies and procedures, market quotations
are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In
addition, investments may be valued at fair value if the adviser determines that an investments value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded
(such as foreign exchange or market) and prior to the determination of the funds net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the
security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the funds net asset
value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the funds foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing
services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and
trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the funds net asset value can differ depending on the source
and method used to determine value. When fair valuation is used, the value of an investment used to determine the funds net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund
could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the funds assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into
different levels of the fair value hierarchy. In such cases, an investments level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The funds assessment of the
significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the advisers own
assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not
45
Notes to Financial Statements (unaudited) continued
reflected in total investments, such as futures contracts, and forward foreign currency exchange contracts. The following is a summary of the levels used as of December 31, 2013 in valuing
the funds assets or liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk
|
|
Futures
Contracts
|
|
|
Foreign
Currency
|
|
|
Written
Options
|
|
Interest Rate
|
|
|
$(76,432
|
)
|
|
|
$
|
|
|
|
$
|
|
Foreign Exchange
|
|
|
|
|
|
|
(106,959
|
)
|
|
|
|
|
Equity
|
|
|
269,412
|
|
|
|
|
|
|
|
87
|
|
Total
|
|
|
$192,980
|
|
|
|
$(106,959
|
)
|
|
|
$87
|
|
The following table presents, by major type of derivative contract, the change in unrealized appreciation (depreciation) on
derivatives held by the fund for the six months ended December 31, 2013 as reported in the Statement of Operations:
|
|
|
|
|
|
|
|
|
Risk
|
|
Futures
Contracts
|
|
|
Translation
of Assets
and
Liabilities in
Foreign
Currencies
|
|
Interest Rate
|
|
|
$(122,507
|
)
|
|
|
$
|
|
Foreign Exchange
|
|
|
|
|
|
|
28,511
|
|
Equity
|
|
|
294,501
|
|
|
|
|
|
Total
|
|
|
$171,994
|
|
|
|
$28,511
|
|
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On
certain, but not all, over-the-counter derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an International Swaps and Derivatives Association (ISDA) Master
Agreement on a bilateral basis with each of the counterparties with whom it undertakes a significant volume of transactions. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such
agreement if there is a certain deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under
such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could
result in a reduction of the funds credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any. The funds right of setoff may be restricted or prohibited by the bankruptcy
or insolvency laws of the particular jurisdiction to which a specific ISDA counterparty is subject.
Collateral and margin requirements differ by type of
derivative. Margin requirements are set by the broker or clearing house for cleared derivatives (i.e., futures contracts, cleared swaps, and exchange-traded options) while collateral terms are contract specific for over-the-counter traded
derivatives (i.e., forward foreign currency exchange contracts, uncleared swap agreements, and over-the-counter options). For derivatives traded under an ISDA Master Agreement, the collateral requirements are netted across all transactions traded
under such agreement and one amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated to
48
Notes to Financial Statements (unaudited) continued
cover the funds collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as Restricted cash or
Deposits with brokers. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments.
The funds accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the
agreement, the ISDA Master Agreement does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty.
The following table presents the funds derivative assets and liabilities (by type) on a gross basis as of December 31, 2013:
|
|
|
|
|
|
|
|
|
Gross Amounts of:
|
|
Derivative Assets
|
|
|
Derivative Liabilities
|
|
Futures Contracts (a)
|
|
|
$31,005
|
|
|
|
$(761
|
)
|
Forward Foreign Currency Exchange Contracts
|
|
|
312,661
|
|
|
|
(220,411
|
)
|
Total Gross Amount of Derivative Assets and Liabilities Presented in the Statement of Assets & Liabilities
|
|
|
$343,666
|
|
|
|
$(221,172
|
)
|
Derivatives Assets and Liabilities Not Subject to a Master Netting Agreement or Similar Arrangement
|
|
|
48,853
|
|
|
|
(6,919
|
)
|
Total Gross Amount of Derivative Assets and Liabilities Subject to a Master Netting Agreement or Similar Arrangement
|
|
|
$294,813
|
|
|
|
$(214,253
|
)
|
(a)
|
The amount presented here represents the funds current day variation margin for futures contracts. This amount, which is recognized within the funds Statement of
Assets and Liabilities, differs from the fair value of the futures contracts which is presented in the tables that follow the funds Portfolio of Investments.
|
49
Notes to Financial Statements (unaudited) continued
The following table presents (by counterparty) the funds derivative assets net of
amounts available for offset under Master Netting Agreements (or similar arrangements) and net of the related collateral held by the fund at December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts Not Offset in the
Statement of Assets & Liabilities
|
|
|
|
Gross Amount
of Derivative
Assets Subject
to a Master
Netting
Agreement
(or
Similar
Arrangement)
by Counterparty
|
|
|
Financial
Instruments
Available
for Offset
|
|
|
Financial
Instruments
Collateral
Received (b)
|
|
|
Cash
Collateral
Received (b)
|
|
|
Net Amount
of Derivative
Assets by
Counterparty
|
|
Barclays Bank PLC
|
|
|
$3,960
|
|
|
|
(1,563
|
)
|
|
|
|
|
|
|
|
|
|
|
$2,397
|
|
Citibank N.A.
|
|
|
4,134
|
|
|
|
(2,781
|
)
|
|
|
|
|
|
|
|
|
|
|
1,353
|
|
Deutsche Bank AG
|
|
|
3,661
|
|
|
|
(2,444
|
)
|
|
|
|
|
|
|
|
|
|
|
1,217
|
|
Goldman Sachs International
|
|
|
62,091
|
|
|
|
(62,091
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
JP Morgan Chase Bank N.A.
|
|
|
215,878
|
|
|
|
(122,064
|
)
|
|
|
|
|
|
|
|
|
|
|
93,814
|
|
Westpac Banking Corp.
|
|
|
5,089
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,089
|
|
Total
|
|
|
$294,813
|
|
|
|
(190,943
|
)
|
|
|
|
|
|
|
|
|
|
|
$103,870
|
|
50
Notes to Financial Statements (unaudited) continued
The following table presents (by counterparty) the funds derivative liabilities
net of amounts available for offset under Master Netting Agreements (or similar arrangements) and net of the related collateral pledged by the fund at December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts Not Offset in the
Statement of Assets & Liabilities
|
|
|
|
Gross Amounts
of Derivative
Liabilities
Subject to a
Master
Netting
Agreement
(or Similar
Arrangement)
by Counterparty
|
|
|
Financial
Instruments
Available
for Offset
|
|
|
Financial
Instruments
Collateral
Pledged (b)
|
|
|
Cash
Collateral
Pledged (b)
|
|
|
Net Amount
of Derivative
Liabilities by
Counterparty
|
|
Barclays Bank PLC
|
|
|
$(1,563
|
)
|
|
|
1,563
|
|
|
|
|
|
|
|
|
|
|
|
$
|
|
Citibank N.A.
|
|
|
(2,781
|
)
|
|
|
2,781
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deutsche Bank AG
|
|
|
(2,444
|
)
|
|
|
2,444
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs International
|
|
|
(85,401
|
)
|
|
|
62,091
|
|
|
|
|
|
|
|
|
|
|
|
(23,310
|
)
|
JP Morgan Chase Bank N.A.
|
|
|
(122,064
|
)
|
|
|
122,064
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
$(214,253
|
)
|
|
|
190,943
|
|
|
|
|
|
|
|
|
|
|
|
$(23,310
|
)
|
(b)
|
The amount presented here may be less than the total amount of collateral (received)/pledged as the net amount of derivative assets and liabilities for a counterparty cannot be
less than $0.
|
Written Options
In exchange for a premium, the fund wrote call options on securities that it anticipated the
price would decline. At the time the option was written, the fund believed the premium received exceeded the potential loss that could result from adverse price changes in the options underlying securities. In a written option, the fund as the
option writer grants the buyer the right to purchase from, or sell to, the fund a specified number of shares or units of a particular security, currency or index at a specified price within a specified period of time.
The premium received is initially recorded as a liability in the Statement of Assets and Liabilities. The option is subsequently marked-to-market daily with the
difference between the premium received and the market value of the written option being recorded as unrealized appreciation or depreciation. When a written option expires, the fund realizes a gain equal to the amount of the premium received. The
difference between the premium received and the amount paid on effecting a closing transaction is considered a realized gain or loss. When a written call option is exercised, the premium received is offset against the proceeds to determine the
realized gain or loss.
At the initiation of the written option contract, for exchange traded options, the fund is required to deposit securities or cash
as collateral with the custodian for the benefit of the broker. For over-the-counter options, the fund may post collateral subject to the terms of an ISDA Master Agreement as generally described above if the market value
51
Notes to Financial Statements (unaudited) continued
of the options contract moves against it. The fund, as writer of an option, may have no control over whether the underlying securities may be sold (call) or purchased (put) and, as a result,
bears the market risk of an unfavorable change in the price of the securities underlying the written option. Losses from writing options can exceed the premium received and can exceed the potential loss from an ordinary buy and sell transaction.
Although the funds market risk may be significant, the maximum counterparty credit risk to the fund is equal to the market value of any collateral posted to the broker. For over-the-counter options, this risk is mitigated in cases where there
is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above.
The following table represents the written
option activity in the fund during the six months ended December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
Number of
Contracts
|
|
|
Premiums
Received
|
|
Outstanding, beginning of period
|
|
|
|
|
|
|
$
|
|
Options written
|
|
|
4
|
|
|
|
87
|
|
Options expired
|
|
|
(4
|
)
|
|
|
(87
|
)
|
Outstanding, end of period
|
|
|
|
|
|
|
$
|
|
Futures Contracts
The fund entered into futures contracts which may be used to hedge against or obtain broad market
exposure, interest rate exposure, currency exposure, or to manage duration. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a
certain percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement
purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.
The fund bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits
of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchanges clearinghouse guarantees payments to the broker, there is still
counterparty credit risk due to the insolvency of the broker. The funds maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures
contracts.
Forward Foreign Currency Exchange Contracts
The fund entered into forward foreign currency exchange contracts for the purchase
or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the funds currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive
foreign currency that the fund will receive from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate
movements. For non-hedging purposes, the fund may enter
52
Notes to Financial Statements (unaudited) continued
into contracts with the intent of changing the relative exposure of the funds portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.
Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are
recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on foreign currency.
Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of
counterparties to meet the terms of their contracts. Generally, the funds maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, an industry accepted settlement
system. This risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and for posting of collateral by the counterparty to the fund to cover the funds
exposure to the counterparty under such ISDA Master Agreement.
Short Sales
The fund entered into short sales whereby it sells a security
it does not own in anticipation of a decline in the value of that security. The fund will realize a gain if the security price decreases and a loss if the security price increases between the date of the short sale and the date on which the fund
replaces the borrowed security. Losses from short sales can exceed the proceeds of the security sold; and they can also exceed the potential loss from an ordinary buy and sell transaction. The amount of any premium, dividends, or interest the fund
may be required to pay in connection with a short sale will be recognized as a fund expense. During the six months ended December 31, 2013, this expense amounted to $392. The fund segregates cash or marketable securities in an amount that, when
combined with the amount of proceeds from the short sale deposited with the broker, at least equals the current market value of the security sold short.
Zero Strike Warrants
The fund invested in low exercise price call warrants (zero strike warrants). Zero strike warrants are issued by banks or
broker-dealers and allow the fund to gain exposure to common stocks in markets that place restrictions on investments by foreign investors and may or may not be traded on an exchange. Income received from zero strike warrants is recorded as dividend
income in the Statement of Operations. To the extent the fund invests in zero strike warrants whose returns correspond to the performance of a foreign stock, investing in zero strike warrants will involve risks similar to the risks of investing in
foreign securities. Additional risks associated with zero strike warrants include the potential inability of the counterparty to fulfill their obligations under the warrant, inability to transfer or liquidate the warrants and potential delays or an
inability to redeem before expiration under certain market conditions.
Indemnifications
Under the funds organizational documents,
its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers
that may contain
53
Notes to Financial Statements (unaudited) continued
indemnification clauses. The funds maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income
Investment transactions are recorded on the trade date. Interest income is recorded on the accrual
basis. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles. Inflation-indexed bonds are fixed-income securities whose principal value is periodically
adjusted upward or downward based on the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. Any increase or decrease in the principal amount of an inflation-indexed bond is generally recorded as an
increase or decrease in interest income, respectively, even though the adjusted principal is not received until maturity. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded
when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to
the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving
portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not
related to portfolio holdings are reflected as other income in the Statement of Operations.
The fund purchased or sold debt securities on a when-issued
or delayed delivery basis, or in a To Be Announced (TBA) or forward commitment transaction with delivery or payment to occur at a later date beyond the normal settlement period. TBA securities resulting from these
transactions are included in the Portfolio of Investments. At the time a fund enters into a commitment to purchase or sell a security, the transaction is recorded and the value of the security acquired is reflected in the funds net asset
value. The price of such security and the date that the security will be delivered and paid for are fixed at the time the transaction is negotiated. The value of the security may vary with market fluctuations. TBA purchase commitments are held at
carrying amount, which approximates fair value and are categorized as level 2 within the fair value hierarchy. No interest accrues to the fund until payment takes place. At the time that a fund enters into this type of transaction, the fund is
required to have sufficient cash and/or liquid securities to cover its commitments. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contracts terms, or if the issuer
does not issue the securities due to political, economic or other factors. Additionally, losses may arise due to declines in the value of the securities prior to settlement date.
Fees Paid Indirectly
The funds custody fee may be reduced according to an arrangement that measures the value of cash deposited with the custodian by the fund. This amount, for the six months
ended December 31, 2013, is shown as a reduction of total expenses in the Statement of Operations.
54
Notes to Financial Statements (unaudited) continued
Tax Matters and Distributions
The fund intends to qualify as a regulated
investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The funds federal tax
returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the funds tax positions taken on federal and state tax returns for all open tax years and does not believe
that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income
taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax
regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments
have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in
the future. Distributions in excess of net investment income or net realized gains are temporary overdistributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for
financial statement and tax purposes.
Book/tax differences primarily relate to net operating losses, amortization and accretion of debt securities, wash
sale loss deferrals, and derivative transactions.
The tax character of distributions made during the current period will be determined at fiscal year
end. The fund declared no distributions for the year ended June 30, 2013.
The federal tax cost and the tax basis components of distributable
earnings were as follows:
|
|
|
|
|
As of 12/31/13
|
|
|
|
Cost of investments
|
|
|
$31,641,537
|
|
Gross appreciation
|
|
|
2,720,159
|
|
Gross depreciation
|
|
|
(2,297,451
|
)
|
Net unrealized appreciation (depreciation)
|
|
|
$422,708
|
|
|
|
As of 6/30/13
|
|
|
|
Capital loss carryforwards
|
|
|
(422,935
|
)
|
Other temporary differences
|
|
|
(89,022
|
)
|
Net unrealized appreciation (depreciation)
|
|
|
(964,381
|
)
|
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
As of June 30, 2013, the fund had capital loss carryforwards available to offset future realized gains. Such losses are characterized as follows:
55
Notes to Financial Statements (unaudited) continued
Under the Regulated Investment Company Modernization Act of 2010 (the Act),
the above net capital losses may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses.
Multiple Classes of Shares of Beneficial Interest
The fund offers multiple classes of shares, which differ in their respective
distribution and service fees. The funds income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences
in per share dividend rates are generally due to differences in separate class expenses. Class B shares will convert to Class A shares approximately eight years after purchase. The funds distributions declared to shareholders as reported
in the Statements of Changes in Net Assets are presented by class as follows:
|
|
|
|
|
|
|
|
|
|
|
From net investment
income
|
|
|
|
Six months
ended
12/31/13
|
|
|
Year
ended
6/30/13 (i)
|
|
Class A
|
|
|
$10,085
|
|
|
|
$
|
|
Class I
|
|
|
75,213
|
|
|
|
|
|
Class R3
|
|
|
4,018
|
|
|
|
|
|
Class R4
|
|
|
379
|
|
|
|
|
|
Class R5
|
|
|
416
|
|
|
|
|
|
Total
|
|
|
$90,111
|
|
|
|
$
|
|
(i)
|
For Class R5, the period is from inception, November 1, 2012, through the stated period end.
|
(3) Transactions with Affiliates
Investment Adviser
The fund has an investment advisory
agreement with MFS to provide overall investment management and related administrative services and facilities to the fund.
The management fee is
computed daily and paid monthly on average daily net assets, excluding net assets invested in the MFS Commodity Strategy Fund and the MFS Global Real Estate Fund, at the following annual rates:
|
|
|
|
|
First $1 billion of average daily net assets
|
|
|
0.90
|
%
|
Next $1.5 billion of average daily net assets
|
|
|
0.75
|
%
|
Average daily net assets in excess of $2.5 billion
|
|
|
0.65
|
%
|
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds
agreed to by MFS and the funds Board of Trustees. For the six months ended December 31, 2013, this management fee reduction amounted to $248, which is shown as a reduction of total expenses in the Statement of Operations. The management
fee incurred for the six months ended December 31, 2013 was equivalent to an annual effective rate of 0.72% of the funds average daily net assets which equates to 0.90% of the funds average daily net assets excluding the average
daily net assets invested in the MFS Commodity Strategy Fund and the MFS Global Real Estate Fund.
56
Notes to Financial Statements (unaudited) continued
The investment adviser has agreed in writing to pay a portion of the funds total
annual operating expenses, exclusive of interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as short sale dividend and interest expenses incurred in connection with the funds
investment activity, and fees and expenses associated with investments in investment companies and other similar investment vehicles), such that total fund operating expenses do not exceed the following rates annually of each classs average
daily net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Classes
|
|
A
|
|
B
|
|
|
C
|
|
|
I
|
|
|
R1
|
|
|
R2
|
|
|
R3
|
|
|
R4
|
|
|
R5
|
|
1.27%
|
|
|
2.02%
|
|
|
|
2.02%
|
|
|
|
1.02%
|
|
|
|
2.02%
|
|
|
|
1.52%
|
|
|
|
1.27%
|
|
|
|
1.02%
|
|
|
|
1.01%
|
|
This written agreement will continue until modified by the funds Board of Trustees, but such agreement will continue at least
until October 31, 2014. For the six months ended December 31, 2013, this reduction amounted to $119,705 and is reflected as a reduction of total expenses in the Statement of Operations.
Distributor
MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, as distributor, received $5,602 for the six months ended
December 31, 2013, as its portion of the initial sales charge on sales of Class A shares of the fund.
The Board of Trustees has adopted a
distribution plan for certain class shares pursuant to Rule 12b-1 of the Investment Company Act of 1940.
The funds distribution plan provides that
the fund will pay MFD for services provided by MFD and financial intermediaries in connection with the distribution and servicing of certain share classes. One component of the plan is a distribution fee paid to MFD and another component of the plan
is a service fee paid to MFD. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Distribution Plan Fee Table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distribution
Fee Rate (d)
|
|
|
Service
Fee Rate (d)
|
|
|
Total
Distribution
Plan (d)
|
|
|
Annual
Effective
Rate (e)
|
|
|
Distribution
and Service
Fee
|
|
Class A
|
|
|
|
|
|
|
0.25%
|
|
|
|
0.25%
|
|
|
|
0.25%
|
|
|
|
$7,278
|
|
Class B
|
|
|
0.75%
|
|
|
|
0.25%
|
|
|
|
1.00%
|
|
|
|
1.00%
|
|
|
|
3,693
|
|
Class C
|
|
|
0.75%
|
|
|
|
0.25%
|
|
|
|
1.00%
|
|
|
|
1.00%
|
|
|
|
12,234
|
|
Class R1
|
|
|
0.75%
|
|
|
|
0.25%
|
|
|
|
1.00%
|
|
|
|
1.00%
|
|
|
|
495
|
|
Class R2
|
|
|
0.25%
|
|
|
|
0.25%
|
|
|
|
0.50%
|
|
|
|
0.50%
|
|
|
|
270
|
|
Class R3
|
|
|
|
|
|
|
0.25%
|
|
|
|
0.25%
|
|
|
|
0.25%
|
|
|
|
630
|
|
Total Distribution and Service Fees
|
|
|
|
$24,600
|
|
(d)
|
In accordance with the distribution plan for certain classes, the fund pays distribution and/or service fees equal to these annual percentage rates of each classs average
daily net assets. The distribution and service fee rates disclosed by class represent the current rates in effect at the end of the reporting period.
|
(e)
|
The annual effective rates represent actual fees incurred under the distribution plan for the six months ended December 31, 2013 based on each classs average daily net
assets. MFD has voluntarily agreed to rebate a portion of each classs 0.25% service fee attributable to accounts for which MFD retains the 0.25% service fee except for accounts attributable to MFS or its affiliates seed money. For the
six months ended December 31, 2013, this rebate amounted to $95 for Class A, and is reflected as a reduction of total expenses in the Statement of Operations.
|
57
Notes to Financial Statements (unaudited) continued
Certain Class A shares are subject to a contingent deferred sales charge (CDSC) in
the event of a shareholder redemption within 18 months of purchase for shares purchased on or after August 1, 2012, and within 24 months of purchase for shares purchased prior to August 1, 2012. Class C shares are subject to a CDSC in the
event of a shareholder redemption within 12 months of purchase. Class B shares are subject to a CDSC in the event of a shareholder redemption within six years of purchase. All contingent deferred sales charges are paid to MFD and during the six
months ended December 31, 2013, were as follows:
|
|
|
|
|
|
|
Amount
|
|
Class A
|
|
|
$
|
|
Class B
|
|
|
255
|
|
Class C
|
|
|
113
|
|
Shareholder Servicing Agent
MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the
fund for its services as shareholder servicing agent calculated as a percentage of the average daily net assets of the fund as determined periodically under the supervision of the funds Board of Trustees. For the six months ended
December 31, 2013, the fee was $1,734, which equated to 0.0109% annually of the funds average daily net assets. MFSC also receives payment from the fund for out-of-pocket expenses, sub-accounting and other shareholder servicing costs
which may be paid to affiliated and unaffiliated service providers. Class R5 shares do not incur sub-accounting fees. For the six months ended December 31, 2013, these out-of-pocket expenses, sub-accounting and other shareholder servicing costs
amounted to $6,495.
Administrator
MFS provides certain financial, legal, shareholder communications, compliance, and other administrative
services to the fund. Under an administrative services agreement, the fund partially reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The
administrative services fee incurred for the six months ended December 31, 2013 was equivalent to an annual effective rate of 0.0557% of the funds average daily net assets.
Trustees and Officers Compensation
The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee
chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration for their services to the fund from MFS. Certain officers and Trustees of
the fund are officers or directors of MFS, MFD, and MFSC.
Other
This fund and certain other funds managed by MFS (the funds) have entered
into services agreements (the Agreements) which provide for payment of fees by the funds to Tarantino LLC and Griffin Compliance LLC in return for the provision of services of an Independent Chief Compliance Officer (ICCO) and Assistant ICCO,
respectively, for the funds. The ICCO and Assistant ICCO are officers of the funds and the sole members of Tarantino LLC and Griffin Compliance LLC, respectively. The funds can terminate the Agreements with Tarantino LLC and Griffin Compliance LLC
at any time under the terms of the Agreements. For the six months ended December 31, 2013, the aggregate fees paid by the fund to Tarantino LLC and Griffin Compliance
58
Notes to Financial Statements (unaudited) continued
LLC were $78 and are included in Miscellaneous expense in the Statement of Operations. MFS has agreed to reimburse the fund for a portion of the payments made by the fund in the
amount of $21, which is shown as a reduction of total expenses in the Statement of Operations. Additionally, MFS has agreed to bear all expenses associated with office space, other administrative support, and supplies provided to the ICCO and
Assistant ICCO.
The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with
preservation of capital and liquidity. Income earned on this investment is included in Dividends from underlying affiliated funds in the Statement of Operations. This money market fund does not pay a management fee to MFS.
On October 31, 2012, MFS purchased 10,493 shares of Class R5 for an aggregate amount of $100,000.
On September 12, 2012, MFS redeemed 103,734 shares of Class I for an aggregate amount of $1,000,000. On March 13, 2013, MFS redeemed 101,317 shares of Class I for an aggregate amount of $1,000,000. On June 12,
2013, MFS redeemed 103,627 shares of Class I for an aggregate amount of $1,000,000. On September 11, 2013, MFS redeemed 10,279 shares of Class A, 10,225 Class C, and 102,669 shares of Class I for an aggregate amount of $99,604, $97,853 and
$1,000,000, respectively. On December 11, 2013, MFS redeemed 101,833 shares of Class I for an aggregate amount of $1,000,000.
At December 31,
2013, MFS held 91%, 100%, 98%, 100% and 100% of the outstanding shares of Class I, Class R1, Class R2, Class R4 and Class R5, respectively.
(4)
Portfolio Securities
Purchases and sales of investments, other than short-term obligations, were as follows:
|
|
|
|
|
|
|
|
|
|
|
Purchases
|
|
|
Sales
|
|
U.S. Government securities
|
|
|
$1,865,922
|
|
|
|
$2,330,387
|
|
Investments (non-U.S. Government securities)
|
|
|
$5,977,786
|
|
|
|
$5,485,773
|
|
(5) Shares of Beneficial Interest
The funds Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
12/31/13
|
|
|
Year ended
6/30/13 (i)
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Shares sold
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
|
154,600
|
|
|
|
$1,501,687
|
|
|
|
241,390
|
|
|
|
$2,335,677
|
|
Class B
|
|
|
19,739
|
|
|
|
188,883
|
|
|
|
16,204
|
|
|
|
154,116
|
|
Class C
|
|
|
35,184
|
|
|
|
336,477
|
|
|
|
93,356
|
|
|
|
900,266
|
|
Class I
|
|
|
3,795
|
|
|
|
37,230
|
|
|
|
140,309
|
|
|
|
1,348,918
|
|
Class R2
|
|
|
464
|
|
|
|
4,512
|
|
|
|
697
|
|
|
|
6,839
|
|
Class R3
|
|
|
113,192
|
|
|
|
1,109,329
|
|
|
|
408
|
|
|
|
3,880
|
|
Class R5
|
|
|
|
|
|
|
|
|
|
|
10,493
|
|
|
|
100,000
|
|
|
|
|
326,974
|
|
|
|
$3,178,118
|
|
|
|
502,857
|
|
|
|
$4,849,696
|
|
59
Notes to Financial Statements (unaudited) continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
12/31/13
|
|
|
Year ended
6/30/13 (i)
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Shares issued to shareholders in
reinvestment of distributions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
|
967
|
|
|
|
$9,608
|
|
|
|
|
|
|
|
$
|
|
Class I
|
|
|
7,497
|
|
|
|
74,748
|
|
|
|
|
|
|
|
|
|
Class R3
|
|
|
405
|
|
|
|
4,018
|
|
|
|
|
|
|
|
|
|
Class R4
|
|
|
38
|
|
|
|
379
|
|
|
|
|
|
|
|
|
|
Class R5
|
|
|
42
|
|
|
|
416
|
|
|
|
|
|
|
|
|
|
|
|
|
8,949
|
|
|
|
$89,169
|
|
|
|
|
|
|
|
$
|
|
|
|
|
|
|
Shares reacquired
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
|
(68,587
|
)
|
|
|
$(666,274
|
)
|
|
|
(224,978
|
)
|
|
|
$(2,145,749
|
)
|
Class B
|
|
|
(4,695
|
)
|
|
|
(45,033
|
)
|
|
|
(15,803
|
)
|
|
|
(152,320
|
)
|
Class C
|
|
|
(25,471
|
)
|
|
|
(243,837
|
)
|
|
|
(98,240
|
)
|
|
|
(937,645
|
)
|
Class I
|
|
|
(250,060
|
)
|
|
|
(2,443,369
|
)
|
|
|
(396,079
|
)
|
|
|
(3,820,287
|
)
|
Class R2
|
|
|
(984
|
)
|
|
|
(9,644
|
)
|
|
|
(1
|
)
|
|
|
(10
|
)
|
Class R3
|
|
|
(973
|
)
|
|
|
(9,490
|
)
|
|
|
(16
|
)
|
|
|
(152
|
)
|
|
|
|
(350,770
|
)
|
|
|
$(3,417,647
|
)
|
|
|
(735,117
|
)
|
|
|
$(7,056,163
|
)
|
|
|
|
|
|
Net change
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
|
86,980
|
|
|
|
$845,021
|
|
|
|
16,412
|
|
|
|
$189,928
|
|
Class B
|
|
|
15,044
|
|
|
|
143,850
|
|
|
|
401
|
|
|
|
1,796
|
|
Class C
|
|
|
9,713
|
|
|
|
92,640
|
|
|
|
(4,884
|
)
|
|
|
(37,379
|
)
|
Class I
|
|
|
(238,768
|
)
|
|
|
(2,331,391
|
)
|
|
|
(255,770
|
)
|
|
|
(2,471,369
|
)
|
Class R2
|
|
|
(520
|
)
|
|
|
(5,132
|
)
|
|
|
696
|
|
|
|
6,829
|
|
Class R3
|
|
|
112,624
|
|
|
|
1,103,857
|
|
|
|
392
|
|
|
|
3,728
|
|
Class R4
|
|
|
38
|
|
|
|
379
|
|
|
|
|
|
|
|
|
|
Class R5
|
|
|
42
|
|
|
|
416
|
|
|
|
10,493
|
|
|
|
100,000
|
|
|
|
|
(14,847
|
)
|
|
|
$(150,360
|
)
|
|
|
(232,260
|
)
|
|
|
$(2,206,467
|
)
|
(i)
|
For Class R5, the period is from inception, November 1, 2012, through the stated period end.
|
(6) Line of Credit
The fund and certain other funds managed by MFS participate in a $1.1 billion unsecured
committed line of credit, subject to a $1 billion sublimit, provided by a syndication of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a
rate equal to the higher of the Federal Reserve funds rate or one month LIBOR plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds at the
end of each calendar quarter. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its
borrowings, at a rate equal to the Federal Reserve funds rate plus an agreed upon spread. For the six months ended December 31, 2013, the funds commitment fee and interest expense were $78 and $0, respectively, and are included in
Miscellaneous expense in the Statement of Operations.
60
Notes to Financial Statements (unaudited) continued
(7) Transactions in Underlying Affiliated Funds-Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For
the purposes of this report, the fund assumes the following to be affiliated issuers:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underlying Affiliated Funds
|
|
Beginning
Shares/Par
Amount
|
|
|
Acquisitions
Shares/Par
Amount
|
|
|
Dispositions
Shares/Par
Amount
|
|
|
Ending
Shares/Par
Amount
|
|
MFS Commodity Strategy Fund
|
|
|
487,860
|
|
|
|
97,071
|
|
|
|
(48,621
|
)
|
|
|
536,310
|
|
MFS Global Real Estate Fund
|
|
|
111,770
|
|
|
|
15,461
|
|
|
|
(9,405
|
)
|
|
|
117,826
|
|
MFS Institutional Money
Market Portfolio
|
|
|
1,889,430
|
|
|
|
6,905,213
|
|
|
|
(7,079,279
|
)
|
|
|
1,715,364
|
|
|
|
|
|
|
Underlying Affiliated Funds
|
|
Realized
Gain (Loss)
|
|
|
Capital Gain
Distributions
|
|
|
Dividend
Income
|
|
|
Ending
Value
|
|
MFS Commodity Strategy Fund
|
|
|
$(249,813
|
)
|
|
|
$
|
|
|
|
$25,031
|
|
|
|
$4,537,187
|
|
MFS Global Real Estate Fund
|
|
|
425
|
|
|
|
47,546
|
|
|
|
43,105
|
|
|
|
1,691,981
|
|
MFS Institutional Money
Market Portfolio
|
|
|
|
|
|
|
|
|
|
|
506
|
|
|
|
1,715,364
|
|
|
|
|
$(249,388
|
)
|
|
|
$47,546
|
|
|
|
$68,642
|
|
|
|
$7,944,532
|
|
61
BOARD REVIEW OF INVESTMENT ADVISORY AGREEMENT
The Investment Company Act of 1940 requires that both the full Board of Trustees and a majority of the non-interested (independent) Trustees, voting
separately, annually approve the continuation of the Funds investment advisory agreement with MFS. The Trustees consider matters bearing on the Fund and its advisory arrangements at their meetings throughout the year, including a review of
performance data at each regular meeting. In addition, the independent Trustees met several times over the course of three months beginning in May and ending in July, 2013 (contract review meetings) for the specific purpose of
considering whether to approve the continuation of the investment advisory agreement for the Fund and the other investment companies that the Board oversees (the MFS Funds). The independent Trustees were assisted in their evaluation of
the Funds investment advisory agreement by independent legal counsel, from whom they received separate legal advice and with whom they met separately from MFS during various contract review meetings. The independent Trustees were also assisted
in this process by the MFS Funds Independent Chief Compliance Officer, a full-time senior officer appointed by and reporting to the independent Trustees.
In connection with their deliberations regarding the continuation of the investment advisory agreement, the Trustees, including the independent Trustees, considered such information and factors as they believed, in
light of the legal advice furnished to them and their own business judgment, to be relevant. The investment advisory agreement for the Fund was considered separately, although the Trustees also took into account the common interests of all MFS Funds
in their review. As described below, the Trustees considered the nature, quality, and extent of the various investment advisory, administrative, and shareholder services performed by MFS under the existing investment advisory agreement and other
arrangements with the Fund.
In connection with their contract review meetings, the Trustees received and relied upon materials that included, among
other items: (i) information provided by Lipper Inc., an independent third party, on the investment performance of the Fund for the one-year period ended December 31, 2012 and the investment performance of a group of funds with
substantially similar investment classifications/objectives (the Lipper performance universe), (ii) information provided by Lipper Inc. on the Funds advisory fees and other expenses and the advisory fees and other expenses of
comparable funds identified by Lipper Inc. (the Lipper expense group), (iii) information provided by MFS on the advisory fees of comparable portfolios of other clients of MFS, including institutional separate accounts and other
clients, (iv) information as to whether and to what extent applicable expense waivers, reimbursements or fee breakpoints are observed for the Fund, (v) information regarding MFS financial results and financial condition,
including MFS and certain of its affiliates estimated profitability from services performed for the Fund and the MFS Funds as a whole, and compared to MFS institutional business, (vi) MFS views regarding the outlook for
the mutual fund industry and the strategic business plans of MFS, (vii) descriptions of various functions performed by MFS for the Funds, such as compliance monitoring and portfolio trading practices, and (viii) information regarding the
overall organization of MFS, including information about MFS senior management and other personnel providing investment advisory, administrative and other services to
62
Board Review of Investment Advisory Agreement continued
the Fund and the other MFS Funds. The comparative performance, fee and expense information prepared and provided by Lipper Inc. was not independently verified and the independent Trustees did not
independently verify any information provided to them by MFS.
The Trustees conclusion as to the continuation of the investment advisory agreement
was based on a comprehensive consideration of all information provided to the Trustees and not the result of any single factor. Some of the factors that figured particularly in the Trustees deliberations are described below, although
individual Trustees may have evaluated the information presented differently from one another, giving different weights to various factors. It is also important to recognize that the fee arrangements for the Fund and other MFS Funds are the result
of years of review and discussion between the independent Trustees and MFS, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees conclusions may be based, in part, on their
consideration of these same arrangements during the course of the year and in prior years.
Based on information provided by Lipper Inc. and MFS, the
Trustees reviewed the Funds total return investment performance as well as the performance of peer groups of funds for the one-year period ended December 31, 2012. The total return performance of the Funds Class A shares was in
the 4th quintile relative to the other funds in the universe for this one-year period (the 1st quintile being the best performers and the 5th quintile being the worst performers). The Fund commenced operations on March 30, 2011 and has a
limited operating history and performance record; therefore no performance data for the three- or five-year periods was available. Because of the passage of time, these performance results may differ from the performance results for more recent
periods, including those shown elsewhere in this report.
In the course of their deliberations, the Trustees took into account information provided by
MFS in connection with the contract review meetings, as well as during investment review meetings conducted with portfolio management personnel during the course of the year regarding the Funds performance. After reviewing these and related
factors, the Trustees concluded, within the context of their overall conclusions regarding the investment advisory agreement, that they were satisfied with MFS responses and efforts relating to investment performance.
In assessing the reasonableness of the Funds advisory fee, the Trustees considered, among other information, the Funds advisory fee and the total
expense ratio of the Funds Class A shares as a percentage of average daily net assets and the advisory fee and total expense ratios of peer groups of funds based on information provided by Lipper Inc. The Trustees considered that MFS
currently observes an expense limitation for the Fund, which may not be changed without the Trustees approval. The Trustees also considered that, according to the Lipper data (which takes into account any fee reductions or expense limitations
that were in effect during the Funds last fiscal year), the Funds effective advisory fee rate and total expense ratio were each lower than the Lipper expense group median. The Trustees also considered that certain net assets of the Fund
invested in underlying MFS Funds (the Underlying Funds) are excluded for purposes of calculating the Funds management fee.
63
Board Review of Investment Advisory Agreement continued
The Trustees also considered the advisory fees charged by MFS to any comparable
institutional accounts. In comparing these fees, the Trustees considered information provided by MFS as to the generally broader scope of services provided by MFS to the Fund in comparison to institutional accounts, the higher demands placed on
MFS investment personnel and trading infrastructure as a result of the daily cash in-flows and out-flows of the Fund, and the impact on MFS and expenses associated with the more extensive regulatory regime to which the Fund is subject in
comparison to institutional accounts.
The Trustees also considered whether the Fund may benefit from any economies of scale in the management of the
Fund in the event of growth in assets of the Fund and/or growth in assets of the MFS Funds as a whole. They noted that the Funds advisory fee rate schedule is subject to contractual breakpoints that reduce the Funds advisory fee rate on
average daily net assets over $1 billion and $2.5 billion. The Trustees also noted that MFS has agreed in writing to waive a portion of the management fees of certain MFS Funds, including the Fund, if the total combined assets of certain funds
within the MFS Funds complex increase above agreed upon thresholds (the group fee waiver), enabling the Funds shareholders to share in the benefits from any economies of scale at the complex level. The group fee waiver is
reviewed and renewed annually between the Board and MFS. The Trustees concluded that the existing breakpoints and the group fee waiver were sufficient to allow the Fund to benefit from economies of scale as its assets and overall complex assets
grow.
The Trustees also considered information prepared by MFS relating to MFS costs and profits with respect to the Fund, the MFS Funds
considered as a group, and other investment companies and accounts advised by MFS, as well as MFS methodologies used to determine and allocate its costs to the MFS Funds, the Fund and other accounts and products for purposes of estimating
profitability.
After reviewing these and other factors described herein, the Trustees concluded, within the context of their overall conclusions
regarding the investment advisory agreement, that the advisory fees charged to the Fund represent reasonable compensation in light of the services being provided by MFS to the Fund.
In addition, the Trustees considered MFS resources and related efforts to continue to retain, attract and motivate capable personnel to serve the Fund. The Trustees also considered current and developing
conditions in the financial services industry, including the presence of large and well-capitalized companies which are spending, and appear to be prepared to continue to spend, substantial sums to engage personnel and to provide services to
competing investment companies. In this regard, the Trustees also considered the financial resources of MFS and its ultimate parent, Sun Life Financial Inc. The Trustees also considered the advantages and possible disadvantages to the Fund of having
an adviser that also serves other investment companies as well as other accounts.
The Trustees also considered the nature, quality, cost, and extent of
administrative, transfer agency, and distribution services provided to the Fund by MFS and its affiliates under agreements and plans other than the investment advisory agreement, including any 12b-1 fees the Fund pays to MFS Fund Distributors, Inc.,
an affiliate of MFS. The Trustees also considered the nature, extent and quality of certain other services MFS
64
Board Review of Investment Advisory Agreement continued
performs or arranges for on the Funds or the Underlying Funds behalf, which may include securities lending programs, directed expense payment programs, class action recovery programs,
and MFS interaction with third-party service providers, principally custodians and sub-custodians. The Trustees concluded that the various non-advisory services provided by MFS and its affiliates on behalf of the Fund were satisfactory.
The Trustees also considered benefits to MFS from the use of the Fund or the Underlying Funds portfolio brokerage commissions, if applicable, to
pay for investment research and various other factors. Additionally, the Trustees considered so-called fall-out benefits to MFS such as reputational value derived from serving as investment manager to the Fund.
Based on their evaluation of factors that they deemed to be material, including those factors described above, the Board of Trustees, including the independent
Trustees, concluded that the Funds investment advisory agreement with MFS should be continued for an additional one-year period, commencing August 1, 2013.
A discussion regarding the Boards most recent review and renewal of the funds Investment Advisory Agreement with MFS is available by clicking on the funds name under Mutual Funds in
the Products section of the MFS Web site
(mfs.com)
.
65
PROXY VOTING POLICIES AND INFORMATION
A general description of the MFS funds proxy voting policies and procedures is available without charge, upon request, by calling
1-800-225-2606,
by visiting the Proxy Voting section of
mfs.com
or by visiting the SECs Web site at
http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period
ended June 30 is available without charge by visiting the Proxy Voting section of
mfs.com
or by visiting the SECs Web site at
http://
www.sec.gov.
QUARTERLY PORTFOLIO DISCLOSURE
The fund will file a complete schedule of
portfolio holdings with the Securities and Exchange Commission (the Commission) for the first and third quarters of each fiscal year on Form N-Q. A shareholder can obtain the quarterly portfolio holdings report at
mfs.com.
The funds
Form N-Q is also available on the EDGAR database on the Commissions Internet Web site at
http://www.sec.gov,
and may be reviewed and copied at the:
Public Reference Room
Securities and Exchange Commission
100 F Street, NE, Room 1580
Washington, D.C. 20549
Information on the
operation of the Public Reference Room may be obtained by calling the Commission at 1-800-SEC-0330. Copies of the funds Form N-Q also may be obtained, upon payment of a duplicating fee, by electronic request at the following
e-mail
address:
publicinfo@sec.gov
, or by writing the Public Reference Section at the above address.
FURTHER INFORMATION
From time to time, MFS may post important information
about the fund or the MFS funds on the MFS web site (
mfs.com
). This information is available by visiting the Commentary & Announcements and Market Outlooks sections of
mfs.com
or by clicking on the
funds name under Mutual Funds in the Products section of
mfs.com.
PROVISION OF FINANCIAL REPORTS AND SUMMARY PROSPECTUSES
The fund produces financial reports every six months and updates its summary prospectus and prospectus annually. To avoid sending duplicate copies of materials to households, only one copy of the funds annual
and semiannual report and summary prospectus may be mailed to shareholders having the same last name and residential address on the funds records. However, any shareholder may contact MFSC (please see back cover for address and telephone
number) to request that copies of these reports and summary prospectuses be sent personally to that shareholder.
66
Save paper with eDelivery.
|
MFS® will send you prospectuses,
|
reports, and proxies directly via
e-mail
so you will get information faster with less mailbox clutter.
To sign up
:
1. Go to mfs.com.
2. Log in via MFS®
Access.
3. Select eDelivery.
If
you own your MFS fund shares through a financial institution or a retirement plan, MFS® TALK, MFS® Access, or eDelivery may not be available to you.
CONTACT
WEB SITE
mfs.com
MFS TALK
1-800-637-8255
24 hours a day
ACCOUNT SERVICE AND LITERATURE
Shareholders
1-800-225-2606
Financial advisors
1-800-343-2829
Retirement plan services
1-800-637-1255
MAILING ADDRESS
MFS Service Center, Inc.
P.O. Box 55824
Boston, MA 02205-5824
OVERNIGHT MAIL
MFS Service Center, Inc.
c/o Boston Financial Data Services
30 Dan Road
Canton, MA 02021-2809